0001144204-06-039628 Sample Contracts

Lothian Oil Inc. New York, New York 10110
Merger Agreement • September 25th, 2006 • United Heritage Corp • Crude petroleum & natural gas • Delaware

Reference is made to that certain Merger Agreement and Plan of Reorganization (as amended, the “Agreement”) made and entered into as of February 22, 2006, by and among United Heritage Corporation, a Utah corporation (“United”) and Lothian Oil Inc., a Delaware corporation (“Lothian”). Capitalized terms used but not defined herein have the respective meanings ascribed to them in the Agreement.

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